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Type: 424B3
Sequence: 1
Description: PROSPECTUS SUPPLEMENT FILED PURSUANT TO RULE 424 (B)(3)
Filed under Rule 424(c) of Regulation C
SEC File Number: 333-85373
PROSPECTUS SUPPLEMENT
(To Prospectus Dated September 24, 1999)
1,071,000 SHARES OF
SAF T LOK INCORPORATED
COMMON STOCK
The information in this Prospectus Supplement concerning the selling
stockholders supplements the statements set forth under the caption "Selling
Stockholders" in the Prospectus. Capitalized items used and not defined herein
shall have the meanings given to them in the Prospectus.
SELLING STOCKHOLDERS
The information set forth under the caption "Selling Stockholders" in the
Prospectus is supplemented as follows:
The table below sets forth, as of October 20, 1999, (i) the maximum number
of shares of Common Stock that may be owned beneficially by the Selling
Securityholders listed in the table based on the actual conversion price with
respect to Debentures that were converted on or prior to October 20, 1999, if
any, assuming that all unconverted Debentures will be converted at a conversion
price of $.50 per share and all related interest has been or will be paid in
shares in lieu of cash, (ii) the number of shares of Common Stock owned
beneficially by these Selling Securityholders, based on the actual conversion
price with respect to Debentures that were converted on or prior to October 20,
1999, if any, assuming that all unconverted Debentures will be converted at a
conversion price equal to 75% of the current market price of our stock ($0.9141
as of October 21, 1999), upon which date the closing price per share of Common
Stock was $1.2188 and all related interest has been or will be paid in shares
in lieu of cash, (iii) the minimum number of shares of Common Stock that may be
owned beneficially by these Selling Securityholders based on the actual
conversion price with respect to Debentures that were converted on or prior to
October 20, 1999, if any, assuming that all unconverted Debentures will be
converted at a conversion price of $2.00 per share and all related interest has
been or will be paid in shares in lieu of cash, and (iv) the number of shares to
be owned beneficially by each Selling Securityholder after completion of the
Offering. The actual number of shares issuable upon conversion of the
Debentures may be different from the numbers listed in the table below
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depending on the actual and most current closing price per share immediately
preceding the conversion of a Debenture on or after the date of this Prospectus
(provided that in any event the conversion price will not be greater than $2.00
per share nor less than $.50 per share).
<TABLE>
<CAPTION>
Number of Shares Number of Shares to be
Beneficially Owned Owned Beneficially
and Number of After Completion
Selling Securityholders Shares Offered of Offering
- ----------------------- ----------------------------------------- -----------------------
<S> <C> <C> <C> <C>
Maximum Current(9) Minimum
------- ---------- -------
Sage Capital Investments Ltd.(1) 158,352 107,616 74,352 0
Arab Commerce Bank Ltd.(2) 140,808 115,440 98,808 0
Michelle McDonough(3) 25,758 25,758 25,758 0
Gary Kaplowitz(4) 22,514 22,514 22,514 0
Phil Lifschitz(5) 22,514 22,514 22,514 0
Allan P. Rothstein(6) 28,486 28,486 28,486 0
BarAub Corp.(7) 23,508 23,508 23,508 0
Lufeng Investments Ltd. 56,000 30,632 14,000 0
Philip Siranni, TTEE(8) 38,572 38,572 38,572 0
</TABLE>
(1) On September 28, 1999, Sage Capital Investments, Inc., ("Sage") converted a
Debenture (in the principal amount of $25,000) at a conversion price of
$1.3125 per share which was equal to 75% of the closing market price of our
shares ($1.75 per share on the date of conversion) as a result of which
Sage received 19,286 shares (which includes 238 shares for payment of
interest in lieu of cash). On October 13, 1999, Sage converted a Debenture
(in the principal amount of $25,000) at a conversion price of $0.9375 per
share which was equal to 75% of the market price of our shares ($1.25 per
share on the date of conversion) as a result of which Sage received an
additional 27,066 shares (which includes 399 shares for payment of interest
in lieu of cash).
(2) On October 15, 1999, and October 18, 1999, Arab Commerce Bank Ltd. ("ACB")
converted a Debenture (each in the principal amount of $25,000 for an
aggregate total of $50,000), at a conversion price of $0.8906 per share
which was equal to 75% of the closing market price of our shares ($1.1875
per share on each date of conversion) as a result of which ACB received
57,014 shares (which includes 872 shares for payment of interest in lieu of
cash). On October 21, 1999, ACB converted a Debenture (in the principal
amount of $25,000) at a conversion price of $0.9141 per share which was
equal to 75% of the closing of our shares ($1.2188 per share on the date of
conversion) as a result of which ACB will receive 27,794 shares (which
includes 445 shares for payment of interest in lieu of cash).
(3) On October 8, 1999, Michelle McDonough converted a Debenture (in the
principal amount of $25,000) at a conversion price of $0.9843 per share
which was equal to 75% of the closing market price of our shares ($1.3125
per share on the date of conversion) as
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a result of which Ms. McDonough received 25,758 shares (which includes 359
shares for payment of interest in lieu of cash).
(4) On October 1, 1999, Gary Kaplowitz converted a Debenture (in the principal
amount of $25,000) at a conversion price of $1.125 which was equal to 75%
of the closing market price of our shares ($1.50 per share on the date of
conversion) as a result of which Mr. Kaplowitz received 22,514 shares
(which includes 292 shares for payment of interest in lieu of cash).
(5) On October 1, 1999, Phil Lifschitz converted a Debenture (in the principal
amount of $25,000) at a conversion price of $1.125 which was equal to 75%
of the closing market price of our shares ($1.50 per share on the date of
conversion) as a result of which Mr. Kaplowitz received 22,514 shares
(which includes 292 shares for payment of interest in lieu of cash).
(6) On October 12, 1999, Allan P. Rothstein converted a Debenture (in the
principal amount of $25,000) at a conversion price of $0.8906 per share
which was equal to 75% of the closing market price of our shares ($1.1875
per share on the date of conversion) as a result of which Mr. Rothstein
received 28,486 shares (which includes 415 shares for payment of interest
in lieu of cash).
(7) On October 5, 1999, BarAub Corp. converted a Debenture (in the principal
amount of $25,000) at a conversion price of $1.078 per share which was
equal to 75% of the closing market price of our shares ($1.4375 per share
on the date of conversion) as a result of which BarAub Corp. received
23,508 shares (which includes 316 shares for payment of interest in lieu of
cash).
(8) On September 28, 1999, Phillip Siranni, TTEE, Philip S. Sirianni & Janice
B. Siranni Living trust ("PST") converted Debentures (in the aggregate
principal amount of $50,000) at a conversion price of $1.3125 per share
which was equal to 75% of the closing market price of our shares ($1.75 per
share on the date of conversion) as a result of which PST received 38,572
shares (which includes 476 shares for payment of interest in lieu of cash).
(9) Numbers of shares are rounded up to the closest share.
The date of this Prospectus Supplement is October 22, 1999.
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